Company auditors report

To the Members of

Majestic Research Solutions and Services Limited

We have audited the accompanying standalone financial statements of Majestic ResearchSolutions and Services Limited ("the Company") which comprise the balance sheetas at March 31 2016 the statement of profit and loss and the statement of cash flows forthe year then ended and a summaryofsignificantaccounting policies and other explanatoryinformation.

Managements Responsibility for the Standalone Financial Statements

The Companys Board of Directors is responsible for the matters in section 134(5)of the Companies Act 2013 ("the Act") with respect to the preparation of thesefinancial statements that give a true and fair view of the financial position financialperformance and cash flows of the Company in accordance with the accounting principlesgenerally accepted in India including the Accounting Standards specified under Section133 of the Act read with Rule 7 of the Companies (Accounts) Rules 2014. Thisresponsibility also includes the maintenance of adequate accounting records in accordancewith the provision of the Act for safeguarding of the assets of the Company and forpreventing and detecting the frauds and other irregularities; selection and application ofappropriate accounting policies; making judgments and estimates that are reasonable andprudent; and design implementation and maintenance of internal financial control thatwere operating effectively for ensuring the accuracy and completeness of the accountingrecords relevant to the preparation and presentation of the financial statements thatgive a true and fair view and are free from material misstatement whether due to fraud orerror.

Auditors Responsibility

Our responsibility is to express an opinion on these standalone financial statementsbased on our audit.

We have taken into account the provisions of the Act the accounting and auditingstandards and matters which are required to be included in the audit report under theprovisions of the Act and the Rules made thereunder.

We conducted our audit in accordance with the Standards on Auditing specified undersection 143(10) of the Act. Those standards require that we comply with ethicalrequirements and plan and perform the audit to obtain reasonable assurance about whetherthe financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts anddisclosures in the standalone financial statements. The procedures selected depend on theauditors judgment including the assessment of the risks of material misstatement ofthe financial statements whether due to fraud or error.

In making those risk assessments the auditor considers internal financial controlrelevant to the Companys preparation of the financial statements that give true andfair view in order to design audit procedures that are appropriate in the circumstances.An audit also includes evaluating the appropriateness of accounting policies used and thereasonableness of the accounting estimates made by Companys Directors as well asevaluating the overall presentation of the financial statements.

We believe that the audit evidence we have obtained is sufficientand appropriate toprovide a basis for our audit opinion on the standalone financial statements.

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the standalone financial statements give the information required by the Actin the manner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India:

a) in the case of the balance sheet of the state of affairs of the Company as at March31 2016; and

b) in the case of the statement of profit and loss of the profit for the year ended onthat date.

c) in the case of statement of cash flowsof the cash flows for the year ended on thatdate.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditors Report) Order 2016 ("the Order")issued by the Central Government of India in terms of sub-section (11) of section 143 ofthe Act we give in the Annexure A a statement on the matters specified in the paragraph3 and 4 of the order.

2. As required by section 143(3) of the Act we report that:

a) we have sought and obtained all the information and explanations which to the bestof our knowledge and belief were necessary for the purpose of our audit;

b) in our opinion proper books of account as required by law have been kept by theCompany so far as appears from our examination of those books;

c) the balance sheet the statement of profit and loss and the statement of cash flowsdealt with by this report are in agreement with the books of account.

d) in our opinion the aforesaid financial statements comply with the AccountingStandards specified under Section 133 of the Act read with Rule 7 of the Companies(Accounts) Rules 2014;

e) on the basis of written representations received from the directors as on 31 March2016 taken on record by the Board of Directors none of the directors is disqualified ason 31 March 2016 from being appointed as a director in terms of Section 164(2) of theAct;

f) With respect to the adequacy of the internal financial controls over financialreporting of the company and the operating effectiveness of such controls refer to ourseparate report in "Annexure B".

g) with respect to the other matters to be included in Auditors Report in accordancewith Rule 11 of the Companies (Audit and Auditors) Rules 2014 in our opinion and to thebest of our information and according to explanations given to us:

i. The Company does not have any pending litigations;

ii. The Company did not have any long term contracts including derivativecontracts for which there were any material foreseeable losses;

iii. The Company was not required to transfer any amount to Investor Education andProtection Fund.

For R T Jain & Co

Chartered Accountants

FRN: 103961W

(CA Bankim Jain)

Partner

Mumbai May 11 2016.

Mem No.: 139447

ANNEXURE A TO THE AUDITORS REPORT

Referred to in paragraph 1 of our report of even date on the accounts of the companyfor the year ended March 31 2016

On the basis of such checks as we considered appropriate and according to theinformation and explanation given to us during the course of our audit we report that:

i. (a) The company has maintained proper records showing full particulars includingquantitative details and situation of its fixed assets.

(b) As explained to us fixed assets have been physically verified by the management atreasonableintervals; nomaterial discrepancies were noticed on such verification.

(c) According to the information and explanation received by us as the company owns noimmovable property the requirement on reporting whether title deeds of immovableproperties held in the name of the company is not applicable.

ii. As the company is engaged in service sector requirement of reporting on physicalverification of stocks or maintenance of inventory records in our opinion does notarise.

iii. According to the information and explanations given to us and on the basis of ourexamination of the books of account the Company has given loan of Rs. 21.41 Lakhs to onebody corporate covered in the register maintained under Section 189 of the Companies Act2013. In the absence of loan agreement or any other document stating the terms andconditions in relation to the said loan we are unable to comment upon matter in para3(iii)(a) (b) and (c) of the Order.

iv. The company has not given any loans made any investments and provided anyguarantee and security under section 185 and 186 of Companies Act 2013.

v. Based on our scrutiny of the companys records and according to the informationand explanations provided by the management in our opinion the company has not acceptedany deposits within the meaning of Rule 2 (b) of Companies (Acceptances of Deposits)Rules 2014 so far upto March 31 2016.

vi. According to the information and explanations provided by the management thecompany is not engaged in production of goods or provision of any such services for whichthe Central Government has prescribed particulars relating to utilization of material orlabour or other items of cost. Hence the provisions of section 148(1) of the CompaniesAct 2013 do not apply to the company. Hence in our opinion no comment on maintenance ofsuch records are required.

vii. (a) According to the records of the company undisputed statutory dues includingProvident Fund Investor Education and Protection Fund Employees State InsuranceIncome-tax Service Tax Custom Duty Excise Duty cess to the extent applicable and anyother statutory dues have generally been regularly deposited with the appropriateauthorities. According to the information and explanations given to us there were nooutstanding statutory dues as on March 31 2016 for a period of more than six months fromthe date they became payable except for the following:

Nature of Statutory Dues

Amount Involved

TDS

Rs. 42608/-

Service Tax

Rs. 2497880/-

(b) According to the information and explanations given to us there is no amountspayable in respect of income tax wealth tax service tax customs duty and excise dutywhich have not been deposited on account of any disputes.

viii. Based on our audit procedures and on the information and explanations given bythe management we are of the opinion that the Company has not defaulted in repayment ofdues to a financial institution bank or debenture holders.

ix. According to the information and explanations received by us the company hasraised a total capital of Rs. 142.80 Lakhs comprising of fresh issue of 1120000 EquityShares of face value of Rs. 10/- each for cash at a premium of Rs. 2.75/- per share whichhas been utilized as follows: (Rs. In Lakhs)

Particulars

Amount Allotted for object as disclosed in Prospectus

Actual Utilization till 31st March 2016

Balance Amount Unutilized as on 31st March 2016

Working Capital Requirement

80.00

80.00

NIL

Procurement of New Technology

20.00

NIL

20.00

Issue Expenses

42.80

42.80

NIL

Total

142.80

122.80

20.00

x. Based on the audit procedures performed and the information and explanations givento us we report that no fraud on or by the Company has been noticed or reported duringthe year.

xi. According to information and explanations given to us in our opinion the companyhas paid managerial remuneration in accordance with the requisite approvals mandated bythe provisions of Section 197 read with Schedule V to the Companies Act 2013.

xii. The Company is not a nidhi company. Therefore the provision of this clause of theCompanies (Auditors Report) Order 2016 is not applicable to the Company.

xiii. Based on our audit procedures and on the information given by the management thecompany has complied with the sections 177 and 183 of the Companies Act 2013 for all thetransactions with the related parties and the details of such transactions have beenproperly disclosed in the Financial Statements as required by the applicable ASs.

xiv. The Company has not made any preferential allotment of shares during the year toparties covered in register maintained under section 189 of the Companies Act 2013.

xv. The company has not entered into any non-cash transactions with directors of thecompany or its subsidiary or persons connected with them. xvi. The Company is not requiredto be registered under Section 45-IA of Reserve Bank of India Act 1934.

For R T Jain & Co

Chartered Accountants

FRN: 103961W

(CA Bankim Jain)

Partner

Mumbai May 11 2016.

Mem No.: 139447

Annexure - B to the Auditors Report

Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section143 of the Companies Act 2013 ("the Act")

We have audited the internal financial controls over financial reporting of MajesticResearch Solutions and Services Limited ("the Company") as of March 31 2016 inconjunction with our audit of the standalone financialstatements of the Company for theyear ended on that date.

Managements Responsibility for Internal Financial Controls

The Companys management is responsible for establishing and maintaining internalfinancial controls based on the internal control over financial reporting criteriaestablished by the Company considering the essential components of internal control statedin the Guidance Note on Audit of Internal Financial Controls over Financial Reportingissued by the Institute of Chartered Accountants of India (ICAI). Theseresponsibilities include the design implementation and maintenance of adequate internalfinancial controls that were operating effectively for ensuring the orderly and efficientconduct of its business including adherence to companys policies the safeguardingof its assets the prevention and detection of frauds and errors the accuracy andcompleteness of the accounting records and the timely preparation of reliable financialinformation as required under the Companies Act 2013.

Auditors Responsibility

Our responsibility is to express an opinion on the Companys internal financialcontrols over financial reporting based on our audit. We conducted our audit in accordancewith the Guidance Note on Audit of Internal Financial Controls over Financial Reporting(the "Guidance Note") and the Standards on Auditing issued by ICAI and deemedto be prescribed under section 143(10) of the Companies Act 2013 to the extentapplicable to an audit of internal financial controls both applicable to an audit ofInternal Financial Controls and both issued by the Institute of Chartered Accountants ofIndia. Those Standards and the Guidance Note require that we comply with ethicalrequirements and plan and perform the audit to obtain reasonable assurance about whetheradequate internal financial controls over financial reporting was established andmaintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy ofthe internal financial controls system over financial reporting and their operatingeffectiveness. Our audit of internal financial controls over financial reporting includedobtaining an understanding of internal financial controls over financial reportingassessing the risk that a material weakness exists and testing and evaluating the designand operating effectiveness of internal control based on the assessed risk. The proceduresselected depend on the auditors judgment including the assessment of the risks ofmaterial misstatement of the financial statements whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our audit opinion on the Companys internal financial controlssystem over financial reporting.

Meaning of Internal Financial Controls over Financial Reporting

A companys internal financial control over financial reporting is a processdesigned to provide reasonable assurance regarding the reliability of financial reportingand the preparation of financial statements for external purposes in accordance withgenerally accepted accounting principles. A companys internal financial control overfinancial reporting includes those policies and procedures that (1) pertain to themaintenance of records that in reasonable detail accurately and fairly reflect thetransactions and dispositions of the assets of the company; (2) provide reasonableassurance that transactions are recorded as necessary to permit preparation of financialstatements in accordance with generally accepted accounting principles and that receiptsand expenditures of the company are being made only in accordance with authorisations ofmanagement and directors of the company; and (3) provide reasonable assurance regardingprevention or timely detection of unauthorised acquisition use or disposition of thecompanys assets that could have a material effect on the financial statements.

Because of the inherent limitations of internal financial controls over financialreporting including the possibility of collusion or improper management override ofcontrols material misstatements due to error or fraud may occur and not be detected.Also projections of any evaluation of the internal financial controls over financialreporting to future periods are subject to the risk that the internal financial controlover financial reporting may become inadequate because of changes in conditions or thatthe degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at March 31 2016 based on theinternal control over financial reporting criteria established by the Company consideringthe essential components of internal control stated in the Guidance Note on Audit ofInternal Financial Controls Over Financial Reporting issued by the Institute of CharteredAccountants of India.